1/30/31 Recap: Bermuda-based operator of 19 offshore vessels servicing the oil and gas industry filed for chapter 11 bankruptcy to restructure its balance sheet amidst acceleration and demand notices from lenders (and, in one case, a ship seizure). With utilization rates down from 85% in 2014 to a scary 50% today and continued pressure projected throughout 2017, the company hopes the breathing spell triggered by the filing will provide the time needed to formulate a plan of reorganization.
Jurisdiction: S.D. of New York
Capital Structure: $123mm (Danish Ship Finance), $115mm (DNB), $115mm (ING)
Company Professionals:
Legal: Togut Segal & Segal (Al Togut, Frank Oswald, Kyle Ortiz, Brian Moore)
Financial Advisor: Scura Paley & Company (Paul Scura)
Investment Banker: PJT Partners LP (Steven Zelin)
Claims Agent: KCC (*click on link above for docket)
Other Parties in Interest:
Credit Agricole Corporate and Investment Bank
Legal: Linklaters LLP (Margot Schonholtz, Robert Trust)
01/22/17 Recap: Texas-based oil field services provider files bankruptcy to effectuate a prepackaged plan of reorganization pursuant to which noteholders will take 100% equity and a cash distribution.
Jurisdiction: S.D. of Texas
Capital Structure: $90 mm ABL (Regions Bank), $277mm '19 9% senior notes (Wells Fargo)
Company Professionals:
Legal: Pachulski Stang Ziehl & Jones LLP (Richard Pachulski, Ira Kharasch, Maxim Litvak, Joshua Fried) & (local) Snow Pence Green LLP (Phil Snow, Kenneth Green)
Financial Advisor: Alvarez & Marsal LLC (Marc Leibman, Gary Barton)
Investment Banker: Jefferies Group Inc. (Robert White)
Claims Agent: KCC (*click on name above for link to docket)
Other Parties in Interest:
Ad Hoc Group of Senior Unsecured Noteholders: Ascribe Capital, Solace Capital Partners LP, Courage Capital Management LLC, Pacific Investment Management Co., Phoenix Investment Advisor LLC
Legal: Fried Frank Harris Shriver & Jacobson LLP (Brad Scheler, Matthew Roose) & (local) McKool Smith PC (Hugh Ray, Christopher Johnson)
1/19/17 Recap: Late in its transition from a hardware-based business model to a software model, Santa Clara California based communications services provider filed a freefall bankruptcy to address its $6b+ balance sheet and ~$1.45b of pension/OPEB liabilities with the help of a proposed $725mm DIP Facility.
Jurisdiction: S.D. of New York
Capital Structure: $55mm domestic ABL credit facility (Citigroup USA Inc.), $3.235b prepetition cash flow credit facility (Citigroup USA Inc.), $1b 7% '19 first priority note, $290mm 9% '19 second priority note, $1.384b 10.5% '21 second priority notes (Bank of New York Mellon Trust Company N.A.).
Company Professionals:
Legal: Kirkland & Ellis LLP (Jayme Sprayragen, Jonathan Henes, Patrick Nash, Ryan Preston Dahl, Bradley Giordano, Justin Bernbrock, Kan Asimacopoulos, Bern Meyer-Loewy, Carl Pickerill, Asif Attarwala, Ameneh Bordi, Robert Britton, Jeremy Evans, Natasha Hwangpo, Stephen Iacovo, George Klidonas, Christopher Kochman, Justin Mercurio)
Financial Advisor: Zolfo Cooper LLC (Eric Koza, Charlie Carnaval, Jesse DelConte, Denise Lorenzo, Conor McShane, Fred Jelks, Andrew Ralph, Adam Searles, Jeff Wooding, Howard Gou, Eugene Lavrov, Rohan Joseph, Chris Baydar)
Claims Agent: Prime Clerk (*click on company name for docket)
Other Parties in Interest:
DIP Agent: Citigroup Global Markets Inc.
Legal: Davis Polk & Wardwell LLP (Damian Schaible, Natasha Tsiouris, Aryeh Falk)
Ad Hoc First Lien Noteholders' Group (400 Capital Management LLC, Aegon USA Investment Management LLC, Alta Fundamental Advisors LLC, Anchorage Capital Group LLC, Apollo Management LP, Auburn Mesa LLC, Bain Capital Credit LP, Bank of America NA, Barclays Capital Inc., Benefit Street Partners LLC, Bennett Restructuring Fund Inc., Blackrock Financing Management Inc., Blackrock Advisors LLC, Blackrock Institutional Trust Company NA, BlueCrest Capital Management, Candlewood Group Investment Group LP, Canyon Capital Advisors LLC, Carlson Capital LP, Centerbridge Capital LP, Cetus Capital LLC, Columbia Management Investment Advisors LLC, Continental Casualty Company, CQS (US) LLC, Crescent Capital Group LP, CRG Financial LLC, Cyrus Capital Partners LP, Deutsche Bank AG Cayman Islands Branch, Driehaus Capital Management LLC, DW Catalyst Master Fund Ltd., Empyrean Investments LLC, Farallon Capital Partners LP, Farallon Capital Institutional Partners LP, Farallon Capital Institutional Partners V LP, Farallon Capital Institutional Partners II LP, Farallon Capital Offshore Investors II LP, Farallon Capital F5 Master I LP, Farallon Capital (AM) Investors LP, Farallon Capital Institutional Partners III LP, Noonday Offshore Inc., GLG LLC, Graham Capital Management, GSO Capital Partners LP, HG Vora Capital Management LLC, HPS Investment Partners LLC, Investcorp Credit Management US LLC, ISL Loan Trust, ISL Loan Trust II, J.H. Lane Partners LP, JPMorgan Chase Bank NA, JP Morgan Investment Management LLC, Lord Abbett & Co. LLC, Mariner Glen Oaks LP, Medtronic Holding Switzerland GMBH, Merced Capital LP, Merrill Lynch Pierce Fenner & Smith Inc., Midtown Acquisitions LP, MJX Asset Management LLC, Monarch Alternative Capital LP, Napier Park Global Capital, Newfleet Asset Management LLC, New Mexico State Investment Council, Nut Tree Capital Management LP, NYL Investors LLC, OZ Management LP, OZ Management II LP, OFI Global Asset Management Inc., Onex Credit Partners LLC, OSK V LLC, Par-Four Investment Management LLC, P. Schoenfeld Asset Management LP, Putnam Investments, Redwood Capital Management LLC, Sentinel Dome Partners LLC, Shenkman Capital Management Inc., Silver Point Capital LP, Standard General LP, Taconic Capital Advisors LP, Talamod Asset Management LLC, Telos Asset Management LLC, THL Credit, Voya CLO, Wayzata Opportunities Fund III, Wayzata Opportunities Fund Offshore III LP, Wells Fargo Bank NA, Whitebox Advisors LLC, Wolverine Flagship Fund Trading Limited, Z Capital Credit Partners)
Ad Hoc Crossover Noteholders' Group (Alden Global Capital LLC, AllianceBernstein LP, Avenue Capital Management II LLP, Benefit Street Partners, Susquehanna Advisors Group Inc., Franklin Mutual Advisors LLC, Greenlight Capital Inc., Highland Capital Management LP, PGIM Inc., Symphony Asset Management LLC)
Updated Ad Hoc Crossover Noteholders' Group (Less: Benefit Street Partners)
1/17/17 Recap: Sun Capital owned multi-channel retailer with 250 locations (down from a peak of 750) filed for bankruptcy to continue its Hilco-assisted liquidation and sell its IP and e-commerce channel for a proposed ~$25.5mm sum to Sycamore Partners. Looks like some "A Malls" owned by Simon Property Group and GGP Limited Partnership just got nicked.
Jurisdiction: D. of Delaware
Capital Structure: $50mm RCF (unfunded, BofA), $13.4 TL (Cerberus Business Finance LLC)
Company Professionals:
Legal: Klehr Harrison Harvey Branzburg LLP (Domenic Pacitti, Michael Yurkewicz)
1/17/17 Recap: Utah-based oil and gas MLP filed bankruptcy to deleverage its balance sheet and swap out the entirety of its senior unsecured notes for equity. Shareholders set to receive a tip.
1/11/17 Recap: Pennsylvania-based GE-owned power company with three coal-fired electric power generating units files a prepackaged Chapter 11 to effectuate a deal to turnover the company's assets to its sale leaseback debtholders.
Jurisdiction: D. of Delaware
Capital Structure: $147mm '19 8.137% senior secured notes, $466mm '26 8.734% senior secured notes (Bank of New York Mellon)
Company Professionals:
Legal: Richards Layton & Finger PA (Mark Collins, Russell Siberglied, Paul Heath, Joseph Barsalona II, Andrew Dean)
Financial Advisor: Zolfo Cooper (John Boken)
Investment Banker: PJT Partners Inc. (Mark Buschmann, John Singh)
Claims Agent: Epiq Bankruptcy Solutions LLC (*click on company name for docket)
Other Parties in Interest:
Ad Hoc Group of First Lien Bondholders:
Legal: O'Melveny & Meyers LLP (George Davis, Andrew Parlen, Matthew Kremer, Joseph Zujkowski) & (local) Young Conaway (Sean Beach)
Financial Advisor: Charles River Associates
Investment Banker: Houlihan Lokey
Bank of New York Mellon
Legal: Emmet, Marvin & Marvin LLP (Thomas Pitta)
General Electric
Legal: Weil (Robert Lemons, Sunny Singh) & (local) Reed Smith LLP (Kurt Gwynne)
1/9/17 Recap: "You had ONE job!" Here, mining processing and selling frac sand. Only problem is: demand for sand collapsed along with the rest of the oil and gas industry. And, to boot, fracking companies are apparently racist and prefer white sand over the brown type that Chieftain produces. And so the company filed for chapter 11 to sell the company to its term lender and DIP provider, Energy Capital Partners.
Jurisdiction: D. of Delaware
Capital Structure: $60mm TL debt
Company Professionals:
Legal: Gibbons PC (Howard A. Cohen, Natasha Songonuga)
1/4/17 Recap: The company filed a prepackaged bankruptcy to eliminate $850mm of debt from its balance sheet and infuse the company with $200mm of new equity.
Investment Banker: Perella Weinberg Partners (Kevin Cofsky, Jacob Czarnick)
Claims Agent: Prime ClerkLLC (*click name above for docket link)
Other Parties in Interest:
RBL Agent: Key Bank
Legal: Bracewell LLP (Trey Wood, Jennifer Feldshur, Dewey Gonsoulin)
Ad Hoc Committee of Noteholders (Apollo Energy Opportunity Mgmt, Continental Casualty, Credit Suisse Asset Mgmt, DE Shaw Galvanic Portfolios, Gen IV Investment Opportunities LLC, Lord Abbett & Co., Luxor Capital Group LP, Mangrove Partners, Nomura Corporate Research & Asset Mgmt, Oaktree Capital Management LP, Paloma Partners Management Company, Par-Four Investment Management LLC, Perry Creek Capital Fund I, Socratic Fund Management LP, Whitebox Advisors). Added subsequent to the case filing (Aristeia Capital LLC, Barclays Bank PLC, Continental Casualty Company, Venor Capital Management LP, Wells Fargo Securities LLC); Subtracted subsequent to the case filing (Credit Suisse Asset Mgmt).
Legal: Kirkland & Ellis LLP (Edward Sassower, Steven Serajeddini, John Luze, Stephen Schwarzbach Jr.) & (local) Pachulski Stang Ziehl & Jones LLP (Laura Davis Jones, Peter Keane)
Investment Bank: Evercore
Ad Hoc Committee of Equity Security Holders (Fir Tree Inc., HHC Primary Fund, CVI Opportunities Fund I, Silver Point Capital, MatlinPatterson Global Opportunities Master Fund)
Legal: Brown Rudnick LLP (Edward Weisfelner, Bennett Silverberg, D. Cameron Moxley) & (local) Chipman Brown Cicero & Cole LLP (William Chipman Jr.)
Financial Advisor: Miller Buckfire & Co. (Richard Klein, Matthew Rodrigue)
Delaware Trust Company (as successor trustee to Wells Fargo)
Legal: Haynes and Boone LLP (Charles Beckham Jr., Keith Sambur) & (local) The Rosner Law Group LLC (Frederick Rosner, Scott Leonhardt)
Silo Energy LLC
Legal: Arent Fox LLP (George Angelich, Jackson Toof, Andrew Silfen) & (local) Polsinelli PC (Justin Edelson)
Senior Unsecured Noteholders: GMO Credit Opportunities Fund LP and Global Credit Advisors LLC
Legal: Ropes & Gray LLP (D. Ross Martin, Andrew Devore) & (local) Pepper Hamilton LLP (David Stratton)
1/3/17 Recap: Cocoa supplier to major US and European chocolate manufacturers files for bankruptcy citing integration, hedging, and customer liquidity issues.
Jurisdiction: S.D. of New York
Capital Structure: $400mm senior secured credit facility (ABN AMRO Capital USA) & $10mm unsecured credit facility (AMERRA Capital Management LLC)
12/21/16 Recap: A "classic example of a good company with a bad balance sheet," the Virginia-based largest US-owned provider of temporary and permanent modular buildings files a prearranged bankruptcy and corresponding CCAA to restructure its balance sheet. The company struggled after the 2007 recession, with utilization levels dropping meaningfully. More recently, oil-related business in Texas and Western Canada has contracted significantly. Finally, a proposed merger with Williams Scotsman International Inc. which would have infused the company with new equity and help manage the balance sheet issues collapsed after new money equity investors grew skittish after Brexit. Subsequent equity investment proposals were rejected and a restructuring transaction pursued and ultimately agreed upon.
Jurisdiction: D. of Delaware
Capital Structure: $984.2mm total funded debt + $37.7mm of accrued interest ($609.2 ABL (Bank of America), $375mm 10.25% '19 senior secured second lien notes (Wells Fargo))
Company Professionals:
Legal: Cleary Gottlieb Steen & Hamilton LLP (James Bromley, Jane VanLare, Kara Hailey, Samuel Hershey) & (local) Young Conaway (Pauline Morgan, Joel Waite, Ian Bambrick)
Financial Advisor: Zolfo Cooper (David Orlofsky)
Investment Banker: Lazard Freres & Co. LLC and Lazard Middle Market LLC (Jason A. Cohen)
Claims Agent: KCC (*click on company name for docket)
Other Parties in Interest:
Wells Fargo Capital Finance LLC
Legal: Otterbourg PC (Andrew Kramer)
ABL Lenders
Legal: Parker Hudson Rainer & Dobbs (C. Edward Dobbs, James Rankin, Eric Anderson) & (local) Ashby & Geddes LLP (William Bowden)
Ad Hoc Group of Consenting Noteholders (AllianceBernstein, Blackrock, Brookfield, Carl Marks, Corre Partners, KLS Diversified, Manulife, and Symphony)
Legal: Dechert LLP (Michael Sage, Brian Greer, Stephen Wolpert, Michael Maloney) & (local) Richards Layton & Finger PA (Daniel DeFranceschi, Robert Stern)
12/16/16 Recap: Florida-based medical technology company that manufacturers lasers deployed in cataract surgeries filed for bankruptcy to effectuate a debt-for-equity swap with its senior lender (and DIP lender), PDL BioPharma Inc., a publicly-traded company that manages a portfolio of biotech, pharma and med-device products. A main objective of the case will be to protect approximately $125mm of NOLs.
Jurisdiction: D. of Delaware
Capital Structure: ~$60mm debt
Company Professionals:
Legal: Ballard Spahr LLP (Matthew Summers, Vincent Marriott, Paul Harner)
Claims Agent: Epiq Bankruptcy Solutions LLC (*click on company name above for docket)
Other Parties in Interest:
DIP Lender: PDL BioPharma Inc.
Legal: Gibson Dunn & Crutcher LLP (Jeffrey Krause, Genevieve Weiner, Sam Newman)
12/15/16 Recap: Miami-based independent specialty steel products manufacturer files for bankruptcy in the District of Delaware, capitulating under the weight of debt-laden acquisitions predicated on synergies and efficiencies that, shockingly, couldn't counteract various macroeconomic headwinds. The company cites low oil prices, a strong US dollar, excess capacity, slowing growth in other parts of the world (read: China), and decreased demand for specialty steel products. Unable to pay its December 15 debt maturity, the company filed to take advantage of the automatic stay - funded by cash collateral initially and seeking a DIP by January - and try to reorganize as a going concern.
Jurisdiction: D. of Delaware
Capital Structure: $171.7mm 12.5% senior secured notes (Wilmington Trust), $87.5mm 12% senior unsecured note (Wilmington Trust; privately-placed with DDJ Capital Management LLC)
Company Professionals:
Legal: Greenberg Traurig (Dennis Meloro, Nancy Mitchell, Paul Keenan, John Dodd, Ari Newman, Maria DiConza)
Financial Advisor: Ernst & Young LLP (Briana Richards)
Investment Banker: Miller Buckfire & Co., LLC (James Doak)
Claims Agent: Garden City Group (*click on company name for docket)
Parties in Interest:
Ad Hoc Group of Unaffiliated Holders of Senior Secured Notes
12/15/16 Recap: New York based consumer products retailer of home furnishings (i.e., china, glassware, metalware, and all kinds of other things that millennials scoff at buying) files for bankruptcy to salvage what's left of its liquidating business after failing to renegotiate with its lender and landlords. This is its second bankruptcy filing in 6 years.
Jurisdiction: S.D. of New York
Debt: $6.5mm secured debt (Signature Bank)
Company Professionals:
Legal: Trenk DiPasquale Della Fera Sodono (Joseph DiPasquale, Irena Goldstein)
Financial Advisor: B. Riley & Co. (Perry Mandarino, Adam Rosen, Daniel Golynskiy)
Claims Agent: Prime Clerk LLC (*click on company name for docket)
Other Parties in Interest:
Official Committee of Unsecured Creditors:
Legal: Seward & Kissel LLP (John Ashmead, Robert Gayda, Catherine LoTempio, Michael Tenenhaus)
12/14/16 Recap: Louisiana-based oil-and-gas producer files prepackaged chapter 11 case to sell its Appalachia assets to TH Exploration III LLC (an affiliate of Tug Hill Inc.), and shed approximately $850mm of debt and $46mm of annual interest expense. The company faces a potential equity committee appointment - all the rage these days.
12/14/16 Recap: Marc Andreeson of A16Z once famously said that software would eat the world. Case and point: Violin Memory Inc. The publicly-traded Santa Clara California-based flash-drive hardware and (only recently) software services provider files for bankruptcy after software providers cannibalized its product, two failed attempts to sell the company, and a failed attempt to secure DIP financing. The objective of the filing is a "value-maximizing sale" of the assets: hey, its three strikes and you're out, not two.
Jurisdiction: D. of Delaware
Capital Structure: $10mm '17 5% RCF (Silicon Valley Bank - terminated as of petition date), $120mm '19 4.25% convertible notes (Wilmington Trust)
Claims Agent: Prime Clerk LLC (*click on company name for docket)
Other Parties in Interest:
Ad Hoc Group of Convertible Noteholders (Jefferies Group LLC, Nokota Management LP, Pine River Capital Management LP, Silverback Asset Management LLC, Soros Fund Management LLC)
Legal: Cooley LLP (Lauren Reichardt, Robert Winning, Jay Indyke, Eric Haber, Michael Klein) & (local) Elliott Greenleaf PC (Eric Sutty, Rafael Zahralddin-Aravena)
Financial Advisor: The DAK Group (Sheon Karol, Ari Fuchs, Claudia Levine)
12/9/16 Recap: Wholly-owned subsidiary of Dynegy Inc. files for Chapter 11 to effectuate a prepackaged plan of reorganization that has significant support from noteholders - just not enough support to avoid a filing. Top unsecured creditors include a who's who of recent restructuring favorites like Peabody Energy and Arch Coal.
Jurisdiction: S.D. of Texas
Capital Structure: $825mm of total funded debt. $300mm '18 7% senior notes, $250mm '20 6.3% senior notes, $275mm '32 7.95% senior notes
Company Professionals:
Legal: Latham & Watkins LLP (D.J. Baker, Caroline Reckler, Kim Posin, Josef Athanas, Jeffrey Mispagel) & (local) Andrews Kurth Kenyon LLP (Robin Russell, Timothy A. Davidson, Joseph Buoni, Ashley Harper)
Financial Advisor: Ducera Partners LLC (Derron Slonecker, Mark Davis, Adrian Reiter) & Waterloo Capital Management Inc. (Jeff Hunter)
Claims Agent: Epiq Bankruptcy Solutions LLC (*click on company name for docket)
Other Parties in Interest:
Ad Hoc Group of Consenting Noteholders (Caspian Capital LP, Farmstead Capital Management LLC, Lord Abbett & Co. LLC, Pacific Investment Management Company LLC, Venor Capital Management)
12/8/16 Recap: Digital sports media company files a responsive chapter 11 to an earlier involuntary filing with an unsustainable balance sheet and various litigations listed as the causes. There's some juicy inferences here about the former CEO perhaps not adhering to his fiduciary duties as they relate to uses of liquidity. The filing supports attempts to sell the business and/or wind-down the business in an orderly manner with the support of a $6.2mm DIP Facility.
Jurisdiction: D. of Delaware
Capital Structure: $11mm first lien debt (Multiplier Capital LP), $11.6mm second lien secured bridge loans.
Company Professionals:
Legal: Womble Carlyle Sandridge & Rice LLP (Matthew Ward, Nicholas Verna, Morgan Patterson, Ericka Johnson)
Financial Advisor: Sherwood Partners Inc. (Andrew De Camara)
Claims Agent: Epiq Bankruptcy Solutions LLC
Other Parties in Interest:
DIP & First Lien Lender: Multiplier Capital LP
Legal: Levy Small & Lallas (Leo Plotkin) & Chipman Brown Cicero & Cole (William Chapman Jr.)
Official Committee of Unsecured Creditors
Legal: Kelley Drye & Warren LLP (James Carr, Jason Adams)
12/5/16 Recap: E-commerce retailer funded to the tune of $52mm that is now almost certainly completely wiped out filed for bankruptcy in response to an involuntary filing by three creditors owed $300+k on account of goods sold. Despite being named after a URL, the URL is no longer active and so we can't even see what kind of fancy wares they had (tried) to sell.
12/06/16 Recap: California-based (NW of LA) nat-gas fired merchant power provider that services SoCal files for bankruptcy citing a litany of reasons: (i) adverse market for nat-gas fired electricity given the rise of wind and solar power in CA; (ii) the regulatory environment; (iii) cap and trade; (iv) its unsustainable debt load; and (v) the army of O'Melveny lawyers servicing the deal. Okay, not the last part but see below: that sure is a surge of (man)power.
Jurisdiction: D. of Delaware
Capital Structure: $524mm of total funded debt. $35mm '20 1st lien (BofA), $292mm '20 1st lien TL (BofA), $110mm '20 second lien TL (Sun Trust), $87mm '19 LPAC TL, $34mm LOCs (SunTrust)
Company Professionals:
Legal: O'Melveny & Meyers LLP (John Rapisardi, George Davis, Peter Friedman, Diana Perez, Andrew Sorkin, Matthew Kremer, Valerie Cohen) & (local) Richards Layton & Finger PA (Mark Collins, Jason Madron, Andrew Dean) & (conflicts counsel) Curtis Mallet-Prevost Colt & Mosle LLP (Steven Reisman, Turner Smith, Peter Behmke, Cindi Giglio)
